Terms of Service

Last updated: January 2025

Agreement Overview

These Terms of Service ("Terms") govern your use of our website and consulting services. By using our services, you agree to these Terms.

Plain language summary: We'll do great work for you, you'll pay us fairly, and we'll both be reasonable and professional.

Services We Provide

LURGID offers digital transformation and AI modernization consulting, including:

  • AI strategy development and roadmapping
  • Machine learning model development and deployment
  • Digital infrastructure modernization
  • Change management and workforce training
  • Data architecture and analytics platform development

Specific deliverables, timelines, and costs will be defined in your Statement of Work (SOW).

How Engagements Work

  1. Initial Consultation: Free discovery call to understand your needs
  2. Proposal: We provide a detailed SOW with scope, timeline, and fees
  3. Agreement: Both parties sign the SOW, which becomes part of these Terms
  4. Work: We deliver services as outlined in your SOW
  5. Payment: Invoiced according to the agreed schedule

The SOW takes precedence over these general Terms for specific project details.

Payment Terms

Fees and Invoicing

  • Project fees are fixed in your SOW (no surprise charges)
  • Invoices are due within 30 days of receipt
  • Late payments incur a 1.5% monthly fee
  • We accept bank transfer, ACH, and check

Expenses

We don't mark up expenses. You'll pre-approve any significant costs (travel, software licenses, etc.) and we'll pass through receipts at cost.

Payment Disputes

If you dispute an invoice, let us know within 15 days and we'll work it out professionally. We won't stop work over good-faith disputes.

Confidentiality

We treat your information like it's our own:

  • We won't share your proprietary information with anyone
  • We'll sign your NDA (or use our standard mutual NDA)
  • Our team members are bound by confidentiality agreements
  • We implement reasonable security measures to protect your data

Exceptions: We may disclose information if legally required (court order, etc.), but we'll notify you first if allowed.

Intellectual Property

What You Own

  • All your pre-existing intellectual property
  • All project deliverables we create specifically for you
  • Custom code, models, and documentation we develop

What We Own

  • Our proprietary tools, frameworks, and methodologies
  • General knowledge and techniques we bring to the project
  • Aggregated, anonymized learnings (never identifiable)

Licensed Components

If we use third-party tools or open-source components, we'll identify them and ensure proper licensing. You're responsible for any licensing fees for tools you choose to use post-project.

Warranties and Limitations

What We Promise

  • We'll perform services professionally and competently
  • Deliverables will meet the specifications in your SOW
  • We'll comply with applicable laws and regulations

What We Can't Promise

  • Specific business outcomes or ROI (too many variables beyond our control)
  • That AI models will be 100% accurate (no AI is perfect)
  • That third-party platforms won't change their APIs or terms

Our Liability Cap

Our total liability is limited to the fees you paid us in the 6 months preceding the claim. We can't be liable for indirect damages (lost profits, etc.).

Termination

Ending an Engagement

  • Either party can terminate with 30 days written notice
  • You pay for work completed up to the termination date
  • We deliver all work-in-progress within 10 days of termination
  • Confidentiality obligations survive termination

Immediate Termination

We can terminate immediately if you don't pay after 60 days, or if you ask us to do something illegal or unethical. You can terminate immediately if we breach these Terms and don't fix it within 15 days of notice.

Dispute Resolution

We prefer talking over litigation:

  1. Talk First: We'll try to resolve disputes through direct negotiation (30 days)
  2. Mediation: If that fails, we'll try non-binding mediation
  3. Arbitration: If mediation fails, binding arbitration under AAA rules

Exception: Either party can seek injunctive relief in court for IP violations or confidentiality breaches.

Governing Law: California law applies, without regard to conflict of law principles.

General Provisions

Entire Agreement

These Terms plus your signed SOW constitute the entire agreement between us. It supersedes any prior discussions or agreements.

Changes to These Terms

We may update these Terms occasionally. We'll notify active clients of significant changes and post the new version on our website. Continued use after changes means you accept the new Terms.

Assignment

You can't assign this agreement without our written consent. We can assign it to a successor company or affiliate without your consent.

Severability

If any part of these Terms is invalid, the rest remains in full effect. We'll replace the invalid part with a valid provision that comes closest to the original intent.

Force Majeure

Neither party is liable for delays due to circumstances beyond reasonable control (natural disasters, pandemics, etc.). We'll resume work as soon as practicable.

For legal matters or questions about these Terms:

  • 📧 Email: Click here
  • 📍 Address: LURGID Consulting, Suite 873, 500 N Randall Rd, Batavia, IL 60510-9998
  • 📞 Phone: +1 (708) 949-6043

Thank you for choosing LURGID. We look forward to transforming your business together.